X. Xxxx Price Realty Income Fund II, America s Sales-Commission-
Free Real Estate Limited Partnership
Amended and Restated Agreement of Limited Partnership
Section 5.3. Deficiency in General Partner s Capital
Account. In the event that, immediately prior to the dissolution
of the Partnership referred to in Article 19, the General Partner
shall have a deficiency in its capital account as determined in
accordance with tax accounting principles, then the General
Partner shall contribute in cash to the capital of the
Partnership an amount equal to whichever is the lesser of (a) the
deficiency in the General Partner s capital account or (b) the
excess of 1.01% of the Capital Contributions over the capital
previously contributed by the General Partner.
